But let's boil it down, limit it to "the 10 best" and maybe the "five worst," and in the words of my editor, "keep it short, sport."

P.S. Some of the year's best films only opened in New York and Los Angeles this month for Oscar consideration.

Be patient. They're coming.

1. ETERNAL SUNSHINE OFTHE SPOTLESS MIND

Not everybody loved it, not everybody got it. But Charlie Kaufman's sparkling, rueful and romantic script about a failed love affair that the lovers can't bear to forget, a lovelorn Jim Carrey and a winsome Kate Winslet make this my favorite film of the year.

The year's best weeper, this backstage biography of events surrounding author J.M. Barrie's Peter Pan could and should land Oscar nominations for Johnny Depp and Kate Winslet.

5. THE MACHINIST

Christian Bale, in one of the most amazing transformations in movie history, plays an insomniac whose grim guilt has him lying awake, hallucinating and slowly starving himself to death.

6. HERO

Zhang Yimou's martial-arts epic has more stunning images than any five other films of 2004. He finished this one in 2002, and his follow-up, House of Flying Daggers, is being hyped as the better film (look for it at a theater near you next year). It isn't.

7. VERA DRAKE

Mike Leigh's latest perfectly observed slice of working-class British life is also a stark, moving and bluntly instructive history lesson of an age when religion and politics kept abortion illegal and unsafe. It is scheduled to open here Feb. 4, just after Imelda Staunton's likely Oscar nomination for best actress.

8. SUPERSIZE ME

Yes, Fahrenheit was the event documentary of a year of amazing documentaries, but this one has bigger laughs, a more engaging personality (Morgan Spurlock) at its heart, and a villain we can all hiss at . . . in between mouthfuls of french fries.

9. THE AVIATOR

Martin Scorsese's classic American rich-man tragedy, built on a structure inspired by Citizen Kane, with thrilling aerial footage, a fond homage to movie-making in the '20s and a story arc that takes Howard Hughes from triumph to obsession and mental collapse.

10. SIDEWAYS

Romantic despair and self-loathing during a trip to California's wine country. Subtle, affecting work by Paul Giamatti, Thomas Haden Church and Virginia Madsen make this critics' darling one of my darlings too.

Why stop with merely a 'top 10' list?

Good ones that just missed my Top 10 list -- Enduring Love; Maria, Full of Grace; The Motorcycle Diaries; Open Water; Spring; Intimate Strangers; Before Sunset; Summer, Autumn, Winter; Million Dollar Baby (opening wide in January).

Biggest laughs -- Napoleon Dynamite, Shaun of the Dead, bits of The Ladykillers.